SA incorporation step by step in Oberuzwil: the practical guide
Between VAT, social contributions and the year-end close, a Swiss SME juggles dozens of deadlines a year. This page focuses on SA incorporation in Oberuzwil: what the law requires, what can be automated, and when to delegate.
Choosing the structure: Sàrl, SA or sole proprietorship
A Sàrl requires CHF 20,000 of fully paid-in capital; an SA CHF 100,000 of which at least CHF 50,000 paid in. Both require a notarised deed and entry in the commercial register. A sole proprietorship arises from mere activity — registration only becomes mandatory from CHF 100,000 of annual revenue.
A Sàrl and an SA must also appoint an auditor, unless they opt out (no more than ten full-time positions on annual average and unanimous shareholder consent). Many young companies start without one, then appoint an auditor when growth or investors demand it.
Salaries and social contributions: the rates to know
Expense claims are payroll in the broad sense: actual reimbursements against receipts, or flat rates approved by the cantonal tax office in an expense policy. Without a clear rule, every reimbursement becomes a debate.
For SA incorporation, the monthly payslip is only the visible part: instalments to the funds, annual settlements and certificates form the real cycle, January to January.
The Swiss legal frame for SA incorporation
A small business does not mean small obligations: from the first salary or the first VAT return, mistakes get expensive — in Oberuzwil as anywhere.
The annual accounts (art. 958 CO) consist of the balance sheet, the income statement and the notes; they must be drawn up within six months of the year-end so the general meeting can approve them. A delay here cascades into the tax return and the final social insurance settlements.
Swiss VAT: rates, threshold and filings
Registration happens with the Federal Tax Administration and yields a VAT number based on the business identifier (format CHE-xxx.xxx.xxx VAT). From then on, every invoice must state that number, the rate applied and the tax amount — three details SA incorporation should lock down from day one to avoid retroactive fixes.
Also useful for SA incorporation: some supplies are excluded from VAT (health, education, property rental) — with no corresponding input VAT right. Qualifying revenues correctly from the start avoids surprises.
Oberuzwil: what changes, what does not
Oberuzwil (postal code 9240, canton St. Gallen) applies the same federal rules as the rest of the country: what changes in Oberuzwil are the cantonal counterparts — tax administration, compensation office, commercial register.
Federal deadlines do not move in Oberuzwil: VAT within 60 days, salary declaration in January, 10-year record retention — postal code 9240 changes nothing about those rules, only the sender's address.
Frequently asked questions
How long must records related to SA incorporation be kept?
Ten years from the end of the financial year concerned (art. 958f CO). Electronic retention is permitted if the integrity and readability of the records are guaranteed — a serious digital archive validly replaces paper binders. A business in Oberuzwil can therefore archive fully digitally.
What is simplified bookkeeping and who can use it?
Sole proprietorships and partnerships under CHF 500,000 of revenue may limit themselves to recording income, expenses and assets (art. 957 para. 2 CO). Once over the threshold — or upon founding a Sàrl or an SA — full accounts with balance sheet, income statement and notes become mandatory. The CHF 500,000 threshold is assessed the same way in Oberuzwil.
What is the difference between a limited and an ordinary audit?
The ordinary audit applies to companies exceeding, for two consecutive years, two of three thresholds: CHF 20 million balance sheet total, CHF 40 million revenue, 250 full-time positions. Others fall under the limited audit, and those with no more than ten full-time positions on annual average can opt out with all shareholders' consent. These federal thresholds do not depend on the registered seat — in Oberuzwil as anywhere.
Which documents should be prepared for the year-end closing?
Bank and cash statements at the closing date, the inventory of stock and work in progress, final AHV/LPP/accident settlements, contracts signed or amended during the year, invoices straddling two years and the detail of accruals. With an up-to-date document archive, most of it is already there. The list is identical in Oberuzwil: the CO dictates it, not the commune.
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Switch to accounting that keeps itself up to date
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